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BNSF Investment and Retirement Plan Plan number 091565 December 2013 This notice includes important information

about the investment options under your retirement Plan. If you want additional information about your investment options, you can go to your Plans website at, contact Vanguard Participant Services at 800-523-1188, or write to Vanguard at P.O. Box 2900, Valley Forge, PA 19482-2900. A free paper copy of the information on the website can be obtained by calling Vanguard at 800-523-1188. It takes just a few minutes to sign up for e-delivery: If you havent already signed up to receive notices, statements, and transaction confirmations electronically, you can do so by logging on to your Vanguard retirement Plan account at Click My Profile, select Mailing Preferences, and follow the prompts. The investment options listed below will be added to your Plan on February 3, 2014. Fund name (Ticker) Metropolitan West Total Return Bond Fund P Class (MWTSX) Vanguard Extended Market Index Fund Institutional Shares (VIEIX) Sales charge None None Redemption fee None None None

Vanguard Total International Stock Index Fund Institutional Shares (VTSNX) None Account access You can access your account and conduct transactions in any of these ways:

Online. Log on to your account at anytime. Not yet registered for immediate, secure online account access? You will need your Plan number: 091565. By phone. Call Vanguards 24-hour interactive VOICE Network at 800-523-1188. You will need a personal identification number (PIN) to use VOICE. To create a PIN, follow the prompts. With personal assistance. Vanguard Participant Services associates are available at 800-523-1188 Monday through Friday from 7:30 a.m. to 8 p.m., Central time.

Questions? Call a Vanguard Participant Services associate at 800-523-1188 Monday through Friday from 7:30 a.m. to 8 p.m., Central time. All investing is subject to risk, including the possible loss of the money you invest. For more information about any fund, including investment objectives, risks, charges, and expenses, call Vanguard at 800-523-1188 to obtain a prospectus. The prospectus contains this and other important information about the fund. Read and consider the prospectus information carefully before you invest. You can also download fund prospectuses at
2013 The Vanguard Group, Inc. All rights reserved. Vanguard Marketing Corporation, Distributor of the Vanguard Funds. BBBBGYMR 112013